1.            INTRODUCTION

The Board of Directors of BCM wishes to announce that the Company proposes to undertake the Proposed Termination of the Employees' Share Option Scheme of up to fifteen percent (15%) of the issued share capital of the Company to the eligible Directors and employees of BCM Group and its subsidiaries (“Excluding subsidiaries companies which are dormant”) (“ESOS”) which was established on 25 August 2020 and will be expired on 24 August 2025 (“Proposed ESOS Termination”).

2.            DETAILS OF THE PROPOSED ESOS TERMINATION

BCM had, on 25 August 2020, established the ESOS of up to 15% of the issued share capital of the Company with a duration of five (5) years, expiring on 24 August 2025. The ESOS allows the granting of options to subscribe for ordinary shares in BCM to the eligible Directors and Employees and its subsidiaries (excluding subsidiary companies which are dormant) pursuant to the ESOS By-Laws.

No Options have been offered under the Existing ESOS since its commencement.

 3.           RATIONALE OF THE PROPOSED ESOS TERMINATION

For the purpose of facilitating the long-term objectives of BCM as well as to effectively attract, retain, reward and motivate the Eligible Employees, the Company contemplate to establish and implement new Proposed ESOS, which for administrative expediency purposes, would require the Existing ESOS to be terminated prior to the implementation of the new Proposed ESOS. The details of the new Proposed ESOS will be announced in due course.

4.            FINANCIAL EFFECTS OF THE PROPOSED ESOS TERMINATION

The Proposed ESOS Termination will not have any effect on the issued share capital, substantial shareholders’ shareholdings, earnings and earnings per share, net assets and gearing of the Company.

5.            APPROVAL REQUIRED

According to the Existing ESOS By-Laws Clause 19.3, the Proposed ESOS Termination is not subject to any approvals from Bursa Malaysia Securities Berhad nor shareholders of BCM.

6.            INTERESTS OF DIRECTORS, MAJOR SHAREHOLDERS AND/ OR PERSONS CONNECTED TO THEM

None of the Directors and/or major shareholders of BCM and/or persons connected with them have any interest, directly or indirectly, in the Proposed ESOS Termination.

7.            DIRECTORS’ RECOMMENDATION

The Board of Directors of BCM, having considered all aspects of the Proposed ESOS Termination, is of the opinion that the Proposed ESOS Termination is in the best interest of the Company.

This announcement is dated 4 February 2021.